Business Context and Reporting Period
This Form 8-K Current Report was filed by Ultra Clean Holdings, Inc. (NASDAQ: UCTT) on May 30, 2019. The filing reports a corporate governance event: the appointment of a new senior executive officer effective May 30, 2019.
Key Financial Metrics
The filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation terms.
- Base Salary: $300,000 per year.
- Management Bonus: Target payout of 50% of base salary (annualized) after one full quarter of employment.
- Restricted Stock Units (RSUs): Award valued at $450,000, vesting over three years in equal annual installments.
- Sign-on Bonus: $50,000, payable on January 10, 2020, contingent on 12 months of continued employment.
Material Changes
The material change reported is the appointment of Chris Siu as Chief Accounting Officer and Senior Vice President, effective May 30, 2019. In this role, Mr. Siu will serve as the Company's principal accounting officer. Sheri Savage remains the Chief Financial Officer, Senior Vice President of Finance, Secretary, and principal financial officer.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, market outlook, or discussion of general business risks. The only contingency noted relates to the sign-on bonus, which is subject to Mr. Siu remaining with the Company for 12 months. The compensation terms are qualified by reference to the full offer letter filed as Exhibit 99.1.
Investor Verification Checklist
- Verify the full terms of the employment agreement in Exhibit 99.1 (Offer Letter).
- Confirm the vesting schedule and forfeiture conditions for the $450,000 RSU award.
- Review the Company's stock incentive plan to understand the standard terms applicable to the RSU grant.
- Monitor future filings for any changes to the principal accounting officer role or financial reporting responsibilities.